UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): ~~September~~December 221, 2025 ~~(June 2, 2025)~~

~~VESTIAGE,~~Loan ~~INC~~Artificial Intelligence Corp.

(Exact name of registrant as specified in its charter)

Florida		000-56529		45-4895104
(State or other jurisdiction of incorporation)		(Commission File Number)		(IRS Employer Identification No.)

1113 Tower 2, Lippo Centre, 89 Queensway

Admiralty, Hong Kong

0000

(Address of principal executive offices)

(Zip Code)

(+852) 3703 6155

Registrant’s telephone number, including area code

Check the appropriate box below if the Form 8-K is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
☐	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
☐	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
☐	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act: None.

Title of each class	Trading Symbols	Name of each exchange on which registered
Not Applicable	Not Applicable	Not Applicable

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 35.0302 ~~Material~~— ~~Modification~~Departure toof ~~Rights~~Directors or Certain Officers; Election of ~~Security~~Directors; ~~Holders~~Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

ToAppointment ~~the extent required by Item 3.03~~ of ~~Form 8-K, the information regarding the Reverse Stock Split (as defined below) contained in Item 5.03 of this Current Report on Form 8-K is incorporated by reference herein.~~Chairman

~~Item~~On ~~5.03~~December ~~Amendments~~1, to2025, ~~Articles~~the Board of ~~Incorporation~~Directors orof ~~Bylaws~~Loan Artificial Intelligence Corp. (the “Company”) appointed Ms. Zuqin (Joey) Cai as Chairman of the Board.

AsMs. ~~previously~~Cai ~~announced,~~is ona ~~June~~senior 2,executive ~~2025,~~with ~~the Board~~over of20 ~~Directors~~years of ~~Vestiage,~~experience ~~Inc.,~~in ~~a Florida corporation (the “Company”) approved to (i) change the Company’s name~~international tofinancial ~~Loan~~management, ~~Artificial~~including ~~Intelligence~~cross-border ~~Corp.~~trade ~~(the~~finance, ~~“Name~~supply-chain ~~Change”)~~financing, ~~(ii)~~and ~~change~~structured ~~the~~financial ~~Company’s~~transactions. ~~OTC~~She ~~stock~~has ~~trading~~served as ~~symbol~~an ~~(the~~investor ~~“Symbol Change”),~~ and ~~(iii)~~adviser ato ~~reverse~~several ~~stock~~private ~~split~~and ofpublic ~~the~~enterprises ~~Company’s issued~~ and ~~outstanding~~is ~~shares~~an ofactive ~~common stock~~philanthropist, ~~par~~having ~~value~~been ~~$0.001 per share (the “Common Stock”) at~~ a ~~ratio~~member of ~~1-for-800~~Lions ~~(the “Reverse Stock Split”). The Company filed an Amendment~~Clubs toInternational ~~the~~for ~~Articles~~over of13 ~~Incorporation (the “Amended Articles”) with the Secretary of State of the State of Florida on September 15~~years, ~~2025,~~including ~~become~~service ~~effective on the effective date~~ as ~~announced~~a bychapter ~~FINRA~~president.

~~The~~There ~~shareholders~~are ofno ~~the~~family ~~Company,~~relationships between byMs. ~~written~~Cai ~~consent of~~and ~~the~~any ~~majority~~director or ~~shareholder~~executive ~~representing~~officer ~~91.7%~~ of the ~~outstanding voting securities~~Company, ~~also~~and ~~approved~~there ofare ~~the~~no ~~Name~~transactions with ~~Change,~~Ms. ~~Symbol~~Cai ~~Change, and~~requiring ~~Reverse~~disclosure ~~Stock~~pursuant ~~Split~~to onItem ~~June~~404(a) 2,of ~~2025~~Regulation S-K.

~~The~~Item ~~Name Change, Symbol Change, Reverse Stock Split were processed and announced by FINRA on September 22, 2025, and shall take effect in the market on September 23, 2025 (the “Effective Date”)~~8.01 ~~The~~— ~~shares~~Other ~~of Common Stock will begin trading on a post-split basis under the trading symbol “VESTD”, temporarily allotted for twenty (20) days~~Events. ~~After 20 business days, the symbol will become “LAAI”~~

InAcquisition ~~connection~~Discussions with ~~the~~Hong ~~Reverse~~Technology ~~Stock Split, the CUSIP number for the Common Stock will change to 92548W204~~Co. Limited

~~Split~~The ~~Adjustment;~~Company ~~Treatment~~is currently engaged in advanced negotiations regarding a proposed acquisition of ~~Fractional~~Hong ~~Shares~~Technology Co. Limited, a technology development company based in Hong Kong. While discussions are ongoing and no definitive agreement has been executed as of the date of this Report, the parties are finalizing key commercial terms.

As apart ~~result~~ of the ~~Reverse~~contemplated ~~Stock Split~~transaction, on the ~~Effective~~ ~~Date,~~Company ~~each~~anticipates ~~eight~~issuing approximately ~~hundred~~30,000,000 ~~(800)~~ shares of ~~Common~~its ~~Stock~~common ~~outstanding will automatically combine into one (1) new share of Common Stock without any action on the part of the holders~~stock, ~~and~~which ~~the~~are ~~number~~expected ofto ~~outstanding shares Common Stock will~~ be ~~reduced~~allocated ~~from 363,578,236 shares to approximately 454,472 shares.~~for:

~~No fractional shares of Common Stock will be issued as a result of the Reverse Stock Split~~1. ~~Instead,~~The inacquisition ~~lieu~~ of ~~any~~Hong ~~fractional~~Technology shares to which a holder of shares of Common Stock would otherwise be entitled as a result of the Reverse Stock Split (after aggregating all fractional shares such holder would otherwise be entitled to receive), the Company shall pay cash (without interest) for such holder’s fractional share equal to the product of the closing sales price of our Common Stock as reported on the OTC Markets on the Effective Date multiplied by the fractional share that such holder would otherwise be entitled to receiveCo. ~~After the Reverse Stock Split~~Limited, ~~then-current stockholders would have no further interest in our Company with respect to their fractional shares.~~and

~~Amended~~2. ~~Articles~~The introduction of private capital from strategic investors to support post-acquisition operations.

The ~~above~~Company ~~description~~does ofnot ~~the~~intend ~~Amended~~to ~~Articles and~~conduct ~~the~~any ~~Name~~public ~~Change,~~offering of its ~~Symbol~~securities ~~Change,~~in ~~and~~connection ~~Reverse~~with ~~Stock~~these ~~Split~~transactions. isAny asuch ~~summary~~issuance ofis ~~the~~expected ~~material~~to ~~terms~~be ~~thereof~~completed ~~and~~solely isthrough ~~qualified~~private ~~in its entirety~~placements exempt byfrom ~~reference~~registration pursuant to ~~the~~Section ~~Amended Articles,~~ 4(a ~~copy~~ )(2) of ~~which is attached hereto as Exhibit 3.1, as filed with~~ the ~~Secretary~~Securities ofAct ~~State~~ of ~~the~~1933 ~~State of~~and/or ~~Florida~~Regulation onD ~~September~~or ~~15,~~Regulation ~~2025 (effective as of September 23, 2025)~~S.

~~Item~~There ~~9.01~~can ~~Financial~~be ~~Statements~~no ~~and~~assurance that ~~Exhibits~~the parties will enter into a definitive agreement or that the proposed transaction will be consummated.

~~(d) Exhibits:~~2

Exhibit No.		Description
3.1		Amended Articles filed with the Secretary of State of the State of Florida on September 15, 2025
104		Cover Page Interactive Data File (embedded within the Inline XBRL document).

SIGNATURES

2Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

SIGNATURES

	Loan Artificial Intelligence Corp.

Date: December 1, 2025	By:	/s/ Raymond Fu
		Raymond Fu
		Chief Executive Officer

~~Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.~~3

	Vestiage, Inc.
Date: September 22, 2025	By:	/s/ Raymond Fu
		Raymond Fu
		CEO, President, CFO

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